The Chefs' Warehouse, Inc. (NasdaqGS:CHEF) acquired Qzina Specialty Foods, Inc. from Fulcrum Capital Partners Private Equity Fund III of Fulcrum Capital Partners Inc., Richard Foley, Tony Canino, Rex Ciavola, Laurent Rasia and Birger Anderson for $32 million in cash on May 1, 2013. The Chefs' Warehouse deposited approximately $4 million of the purchase price into an escrow account at closing. The purchase price was financed with borrowings under Chefs' Warehouse’s current ... revolving credit facility. The acquired business is expected to contribute modestly to the Company’s earnings in late 2013 as the business is being integrated. Chefs’ Warehouse currently expects Qzina to contribute approximately $0.05 to $0.06 to diluted earnings per share in 2014, assuming that integration is complete. D. Scott Holley of Bass, Berry & Sims PLC acted as legal advisor for Chefs' Warehouse. Randall C. Chatwin of Lawson Lundell LLP acted as legal advisor for Fulcrum Capital Partners. U.S. Bank, National Association acted as escrow agent in the transaction.
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The Chefs' Warehouse, Inc. (NasdaqGS:CHEF) announced a private placement of guaranteed senior secured notes due 2023 with a new investor Prudential Financial, Inc. for gross proceeds of $100,000,000 on April 17, 2013. The notes will have an interest of 5.90% per annum and will mature in 2023. George A. Casey, Jonathan M. DeSantis, Richard B. Alsop, Jesse Cuevas, Diana Berisha, and Esther Tun-Yu Chiang of Shearman & Sterling LLP acted as the legal advisors to the company ... and its subsidiaries.
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The Chefs' Warehouse, Inc. (NasdaqGS:CHEF) acquired substantially all of the assets of Queensgate Food Group, LLC for $24.3 million on December 31, 2012. The purchase price is subject to post-closing working capital adjustments. The purchase price includes earnout payments of up to $2.4 million based on the achievement of certain earnings targets in 2013 and 2014. The Chefs' Warehouse, Inc. will pay an earn-out amount for fiscal 2013 in cash equal to $0.75 million on ... achievement of EBITDA of at least $3.5 million, or $1 million on achievement of EBITDA of at least $3.75 million or $1.2 million on achievement of EBITDA of $4 million in fiscal 2013. The Chefs' Warehouse, Inc. will pay an earn-out amount for fiscal 2014 in cash equal to $0.75 million on achievement of EBITDA of at least $3.5 million, or $1 million on achievement of EBITDA of at least $3.75 million or $1.2 million on achievement of EBITDA of $4 million in fiscal 2014. The deal was funded with borrowings under existing revolving credit facility of The Chefs' Warehouse, Inc. All the employees of Queensgate Food Group, LLC will be retained by The Chefs' Warehouse, Inc. after the closing of the deal. The acquired business is expected to contribute to The Chefs' Warehouse, Inc.'s earnings in the latter half of 2013 once the business is fully integrated. Scott Holley of Bass, Berry & Sims plc acted as legal advisor for The Chefs' Warehouse, Inc. Neil Ganulin of Frost Brown Todd LLC acted as legal advisor for Queensgate Food Group, LLC.
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